EXHIBIT 10.2.3                    JOINT ACTIVITY

                                    AGREEMENT

City  of  Tomsk,  Russia                                           July  7, 2006

CIGMA METALS CORPORATION, a corporation, listed on the stock exchange in the USA
(hereunder  CIGMA),  represented by its President Mr. Lars Pearl, from one side,
and

SCIENCE-INDUSTRIAL  CORPORATION  <<GEOSPHERA>>  LTD,  registered  in  Russia
(hereunder  GEOS), represented by its Director Ms. Pavlova Anastasia Evgenievna,
acting  pursuant  to  the  Charter,  on  the  other  side,

hereinafter  referred to as the Parties, agreed to enter into a new Agreement as
follows:

                           1. SUBJECT OF THE AGREEMENT

1.1.      Subject  to  the  terms  and conditions of this Agreement, the Parties
          shall  combine  their  capital  investment  and  shall  pursue  joint
          activity  without  establishing  a  legal  entity.

1.2.      The  joint  activity  shall  be  carried  as  a  simple partnership in
          accordance  with  Chapter  55  of  the Part 2 of the Civil Code of the
          Russian  Civil  Code  and other Russian regulations, applicable to the
          Joint  Activity  on  the  territory  of  Russian  Federation.

1.3.      The  purpose  of  the  Joint  Activity  shall be the completion by the
          Parties of the geological exploration works on the Tugoyakovka license
          area  (further  <<the  Area>>)  to  find  and develop one or more gold
          deposits.

1.4.      For the accomplishment of such common purpose the Parties shall pursue
          the  following  objectives:

          1.4.1.    Financing the exploration work on the Area from the funds to
                    be  provided  by  CIGMA.

          1.4.2.    Establishing  a  new  company  in  the  Russian  Federation.

          1.4.3.    Transfer  of  the license for the Tugoyakovka area from GEOS
                    to  the  new  company.

          1.4.4.    CIGMA  shall  become one of the founders of the new company.

          1.4.5.    CIGMA shall invest the new company for further completion of
                    the  geological  exploration  works  on  the  Area.


                         2. CONTRIBUTIONS BY THE PARTIES

2.1.      The  contributions  to  the  Joint  Activity  shall  have  a  monetary
          valuation  based  on  a  joint  determination  of  the  Parties.  The
          value of any contribution shall be agreed and confirmed by each of the
          Parties.

2.2.      Contributions  by  the  Parties:

          2.2.1.  CIGMA's  contribution  shall  be  in  cash funds in the amount
          of  US$126,440 (one hundred twenty six thousand four hundred forty) to
          be  provided  over  the  year  of 2005. This contribution shall be the
          initial  investment  into  the  Joint  activity  of  the  Parties.
          2.2.2.  GEOS's  contribution  shall  be  the  license  for  the
          Tugoyakovka  area (TOM No 00831BP, given by <<Tomsknedra>> on December
          1, 2004) and all geological information on this subsoil area, which is
          owned  by GEOS, as well as professional knowledge, skills and business
          contracts.  For  the  purposes  of this Agreement such contribution by
          GEOS  shall  be  valued  by  the  Parties  at  US$100,000 (one hundred
          thousand).

2.3.      The  Parties  agree unanimously that the distribution of shares in the
          Joint  Activity  shall  be  as  follows:  GEOS  -  20%,  CIGMA  - 80%.

2.4.      After  making  the  initial  contribution  CIGMA shall make additional
          contributions.  The  sum  of  the  additional  contribution  must  be
          established annually by the Council of Parties according to point 9 of
          this  Agreement  in the form of the Budget for the next financial year
          signed  by  the  Parties.

2.5.      The  sum  of  the  additional  contribution of CIGMA for 2006 shall be
          US$600,400  (sixty  hundred  thousand  forty  hundred).

2.6.      After  contributing  by  CIGMA  the  whole  sum  of  the  additional
          contribution  the  share  holding  of  the  Parties  into  the  Joint
          activity  shall  remain  without  any  change.


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               3. OBLIGATIONS OF THE PARTIES AND MUTUAL WARRANTIES

3.1.      GEOS  on  the  terms, which are most favorable for the Joint Activity,
          and  subject  to  the  requirements  of  the  license  agreement  and
          investment  program,  shall  :

          3.1.1.    Provide  drilling,  field,  office  and  laboratory  work in
                    respect  of  the  Area  consistent  with the requirements of
                    the license agreement and funding approved by the Parties in
                    Budgets.

          3.1.2.    Comply  with the environmental and engineering requirements,
                    as  well  as  applicable  laws  and  statutory legal acts of
                    the  Russian  Federation  and  Tomsk  Region.

          3.1.3.    Ensure  timely  payments  to  the appropriate authorities in
                    respect  of  all  charges  and  taxes,  payable  under  the
                    GEOS  license.

          3.1.4.    Liaise  with  the local and regional authorities, companies,
                    organizations,  land  owners  with  the  purpose  of
                    obtaining  all requisite information, approvals, permits and
                    land  access  rights  for  the  Joint  Activity  operations.

          3.1.5.    Provide  to  CIGMA the geological and other information with
                    respect  to  the  completed  work.

3.2.      CIGMA  shall:

          3.2.1.    Finance  the work according to this Agreement and the Budget
                    approved  by  the  Parties.  The  financing shall be made by
                    advancing in the amount necessary for conducting of works on
                    the  Area,  once  in  two  months for fulfilling by GEOS its
                    obligations  on  the  license  agreement.

          3.2.2.    Subject  to  approved  changes  in  the  Budget,  provide
                    additional  funding  in  case,  stipulated  herein,  which
                    the  Parties could not foresee on the date of the Agreement.

3.3.      Each  Party  provides  to  the  other  Party the following warranties:

          3.3.1.    The  Parties  are  legal  entities,  duly  incorporated  and
                    existing  in  accordance  with  the  laws  of the country of
                    their  incorporation.

          3.3.2.    The  person, executing this Agreement, has full powers to do
                    that,  and,  if  executed,  the  Agreement constitutes valid
                    and  binding  obligation  of  each  of  the Parties from the
                    moment  of  its  execution.

          3.3.3.    The Parties are not involved in any administrative, court or
                    other  proceedings  that  may  adversely  affect the ability
                    of  the  each  of  the  Parties  to  perform its obligations
                    hereunder  or  to  impede  the  Joint Activity operations as
                    contemplated  hereunder.

3.4.      Each  of  the  Parties  shall:

          3.4.1.    Comply  with and properly perform its obligations hereunder.

          3.4.2.    Not  do  or  cause to do any acts that may result in full or
                    partial  revision,  revocation,  non-issuance  or  refusal
                    to  issue  the  license  to  the  new  company.

          3.4.3.    Conduct its business with the other Party in fair and honest
                    way.


                  4. CONDUCT OF COMMON BUSINESS OF THE PARTIES

4.1.      The Parties hereby appoint GEOS as Manager responsible for the general
          conduct  of  the  Joint  Activity.

4.2.      Rights  and  obligations  of  the  Manager:

          4.2.1.    Manager directs and controls the prospecting and exploration
                    geological  work  in  accordance  with  the approved Budget.

          4.2.2.    Manager  is  obliged  to  maintain  accounting  and  provide
                    separate  records  of  operations  on  this  Agreement.

          4.2.3.    Manager  shall hire and discharge personnel, consultants and
                    contractors  for  the  purpose  of  accomplishing  the
                    objectives  of  the  Joint  Activity.


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          4.2.4.    Manager  shall  have  to  provide  the  Parties  with  the
                    information,  regarding  the  Joint  Activity,  as  required
                    by  them.

          4.2.5.    Manager  has  a  right to carryout any other activity to the
                    extent  reasonably  required  for  the  performance  of this
                    Agreement.

4.3.      In conducting the common business the Manager shall be entitled to the
          reimbursement  of  the  expenses  incurred  by  it  for such purposes.

4.4.      For  payments  with  respect to the operations under the Agreement the
          Parties  shall  use  GEOS'  hard  currency  and current bank accounts.


                         5. ESTABLISHMENT OF  NEW - MPANY

5.1.      The  joint  activity  is  not  the  final structure for conducting and
          financing  of  geological  exploration  work  on  the Area, and in the
          future the Parties intend to restructure the Joint Activity by setting
          up  a  new  legal  entity.

5.2.      If  the  conditions  of financing by CIGMA according to this Agreement
          and  Budget  for  2006  shall  be  fulfilled  and  when the sum of the
          initial  and additional contributions by CIGMA into the Joint activity
          shall  consist  of  US$700,000  (seven  hundred  thousand), GEOS shall
          within  reasonable time incorporate in accordance with the Russian law
          a  subsidiary  legal person (limited liability company) with a minimum
          required  charter  capital and register the same with the Tomsk Region
          tax  authorities.

5.3.      Following  the  formation  and  incorporation  of the new company GEOS
          shall  submit  the  application  for  the transfer of the Area license
          to  such  company.

5.4.      GEOS  shall  control  such company, which shall assume the obligations
          under  such  license.

5.5.      The  Parties  shall  transfer to new company all of its rights for and
          interests  in  the  existing  license,  all  of  the  geological
          information  relating to the exploration work and associated with this
          Area.

5.6.      If  by  any  reasons  the  license shall not be transferred to the new
          company  during  2006-2007,  the  Parties  shall  continue their joint
          activity  on  providing  the  geological exploration works at the Area
          with  taking  into account the arrangements made in this Agreement, if
          another  agreements  shall  be  not  made  by  the  Parties.


         6. NEW COMPANY FINANCING AND CHARTER CAPITAL DISTRIBUTION PLAN

6.1.      After  creating  the  new  company and transfer of the license for the
          Area  to  it,  GEOS  shall  admit  CIGMA  as  a  founder  of  this new
          company  by  selling  a portion of its share in the Charter Capital of
          this  new  company  in  amount  of  80%  (eighty  per  cent).

6.2.      The  value  of sales of the above-mentioned share shall be established
          by  the  Parties  in  the  sum  of  US$100,000 (one hundred thousand).
          The  payment  can by made by CIGMA either at a time or in parts. After
          CIGMA  shall  complete  the  payment  of  US$100,000,  GEOS  shall  be
          obligated  to  make  changes  in  the foundation agreements of the new
          company,  connected  with  redistribution  of  the Charter Capital and
          joining  of  a  new  partner  and  to register them in the established
          order.

6.3.      Subject  to  the  Parties' performance under points 6.1 and 6.2, -IGMA
          commits  to  finance  the  new  joint venture for providing geological
          exploration  works  at the Area till the end of the term of license in
          the  sum  not  less  than  US$3,000,000.

6.4.      The sum of financing of geological exploration works for 2007 shall be
          established  by  the  Parties  in  amount  of  US$1,500,000.

6.5.      If the financing in the mentioned volume shall be not provided in full
          during  2007  and  it  shall  be  between  US$800,000 to US$1,499,000,
          -IGMA  shall  transfer  to GEOS 10 % of its ownership interests in the
          new  company,  so  that  the distribution of ownership interests be as
          follows:

          GEOS  -  30%  (thirty  per  cent)  of  the  Charter Capital of the new
          venture;
          CIGMA  -  70  %  (seventy  per cent) of the Charter Capital of the new
          venture.

6.6.      If  the  financing  provided  by  CIGMA  during  2007 shall be between
          US$350,000  to  US$799,000,  CIGMA  shall  transfer to GEOS 20% of its
          ownership  interests  in  the new company, so that the distribution of
          the  ownership  interests  be  as  follows:

          GEOS  -  40%  (forty  per  cent)  of  the  Charter  Capital of the new
          venture;


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          CIGMA  -60%  (sixty  per  cent)  of  the  Charter  Capital  of the new
          venture.

6.7.      If  the  financing provided by CIGMA during 2007 is between US$200,000
          to  US$350,000,  -IG  shall  transfer  to  GEOS  31%  of its ownership
          interests  in  the  new company, so that the distribution of ownership
          interests  be  as  follows:

          GEOS  -  51%  (fifty  one  per cent) of the Charter Capital of the new
          venture;

          CIGMA  -  49  %  (forty  nine  per cent) of the Charter Capital of the
          new  venture.

6.8.      If  the  financing of works provided by CIGMA shall be fully fulfilled
          during  2007,  the  Parties  shall  jointly  develop  the  subsequent
          scheme  for  fulfilling the works on the Area and making contributions
          into  the new company with taking into account point 6.3. The share of
          GEOS  in the Charter Capital of the new company shall be not less than
          20%.

6.9.      In the event financing provided by CIGMA is irregular or insufficient,
          resulting  in  delay  in  completion  of  the  work,  required  to  be
          completed  under  the  license  agreement,  the  work  program  and/or
          approved  annual  Budget,  the  Parties  shall  mutually  agree on the
          further  financing  scheme  for  the  project,  including  by  way  of
          attracting  exterior  investments  and/or  a  third  party  for  such
          purposes.

6.10.     If  the  third party financing is approved under point 6.9, such third
          equity  participation  could  be  considered  through  reduction  of
          CIGMA's  ownership  interests.

6.11.     If  no  financing is provided by CIGMA during 2007 or it shall be less
          than  US$200,000,  -IG  shall  assign  to  GEOS  100 % equity interest
          in  the  new  venture  and  withdraw from it as a member. In that case
          CIGMA  shall  have no right for compensation of earlier transferred to
          the  new  venture  monetary  funds.

                                 7. FORCE MAJEUR

7.1.      Neither  of the Parties shall be liable before the other Party for not
          fulfilling  or  for  a  delay  in  fulfilling  any  obligation  as
          provided in the present Agreement if the said non-fulfillment or delay
          is  caused  by  a force-majeur situation. The Parties to the Agreement
          recognize  the  following  as force-majeur events without limitations:
          flood,  fire,  earthquake,  hurricane,  explosion,  epidemic  or other
          similar  occurrence,  as  well  as  revolts,  political  disturbances,
          uprisings  or military action between or within countries in which the
          present  Agreement  is  to  be  fulfilled.

7.2.      Neither  of the Parties shall be liable before the other Party for not
          fulfilling  or  for  a  delay  in  fulfilling  any  obligation  as
          provided in the present Agreement if the said non-fulfillment or delay
          is  caused  by  the action (or inaction) of government authorities, by
          the  acceptance  of legal acts by government authorities that make the
          fulfillment  of  the  present  Agreement  impossible,  or by any other
          reason  that is beyond the reasonable control of the Party in the said
          situation.  However,  the non-fulfillment or a delay in fulfilling its
          obligations  by  the  Parties  if the said non-fulfillment or delay is
          partially  or  completely caused or created by the Parties themselves.

7.3.      The  Party  affected  by  a  force-majeur event shall inform the other
          Party  by  any  means  possible  of  the beginning and end of the said
          events  and  of the conditions interfering with the timely performance
          of  its  obligations  as  provided in the present Agreement. The Party
          that is not able to fulfill its obligations as a result of such events
          must  make all efforts to resume the performance of its obligations in
          the  shortest  time  possible.

                         8. TERMINATION OF THE AGREEMENT

8.1.      The  present  Agreement  and the Joint activity governed thereby shall
          act  from  the  moment  of  its  signing  till  the end of the term of
          acting  of  the  license  on  the  Area,  if another term shall not be
          established  by  an  agreement  of  the  Parties.

8.2.      The  Agreement  can  be  terminated  ahead  of time only by the mutual
          agreement  of  the  Parties  or  in  the case foreseen in point 8.3 of
          the  present  Agreement.

8.3.      The  Agreement  shall  be terminated in the case of non-fulfillment by
          CIGMA  its  obligations  on  paying  up of a contribution according to
          point  2.5  of the present Agreement without any additional agreement,
          if  another  agreement  shall  not  be  established  by  the  Parties.

8.4.      If  the  present  Agreement is terminated, the Parties must follow the
          guidelines  below:

          8.4.1.    The  License  not  transferred to the new company remain the
                    property  of  that  Party,  to  which  the  same was issued.

          8.4.2.    Any  monetary funds, contributed by CIGMA as payments, shall
                    not  be  reimbursable.


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          8.4.3     Any geological information obtained through the use of CIGMA
                    provided  funding  shall  be  the  joint  property  of CIGMA
                    and  GEOS.  The intellectual property which is containing in
                    this  geological  information  belongs  to  the owner of the
                    license.

                             9. BOARD OF THE PARTIES

9.1.      All the decisions of fundamental importance, related to conduct of the
          Joint  Activity,  shall  be  taken  jointly  by  Parties.

9.2.      The  Board  meetings  shall  be held in December to approve the Annual
          Budget  and  in  April  to  approve  the  scope of planned field work,
          as  well  as  on  as-needed basis. The Parties may meet or conduct the
          meeting  of  the  Board  of Parties via telephone, E-mail or any other
          connection  available. The Board shall be deemed to have a quorum only
          if  both  representatives  of  the  Parties  are  present.

9.3.      The  following  matters  shall,  without  limitation,  constitute  the
          exclusive  authority  of  Board  of  the  Parties:

          a)   principal  directions,  goals  and  objectives  of  the  Joint
               Activity;

          b)   approval  of  the  Joint  Activity  Budgets;

          c)   provision  and  valuation  of  the  contributions  to  and
               distribution  of  interests  in  the  Joint  Activity;

          d)   approval  of  the  Joint  Activity  structure;

          e)   other matters  relating  to  the  conduct  of the Joint Activity.

9.4.      Decisions  will  be  taken  by  voting  of the Parties on the Board of
          Parties.  Each  Party  will  have  one  vote  per  each percent of the
          ownership  interest.  Decision  on  approval or disapproval of issues,
          referable  by  Board of Parties, will be taken by simple majority from
          the  general  number  of votes belonging to all the Parties present at
          the  corresponding  Board.

9.5.      Decision  on  the  matters,  enumerated in items a) through d) of this
          point  9.3.  shall  be  approved  by  the  Parties  unanimously.

                                10. MISCELLANEOUS

10.1.     If  any  provision of this Agreement is held invalid or illegal in any
          respect,  this  shall  in  no  way affect the validity and legality of
          the  remaining  provisions.

10.2.     The  applicable  law  shall  be  the  law  of  the Russian Federation.

10.3.     All  the  disputes  and  disagreements  which  can  appear between the
          Parties  on  the  questions  of  interpretation and fulfillment of the
          present  Agreement,  the  Parties  shall  try  to  solve by the way of
          negotiations.  Any  dispute, disagreement or complaint which cannot be
          solved  by peaceful way, must be solved in the court of justice of the
          region  where  the  Area  is situated - in the Arbitration tribunal of
          Tomsk  Region.

10.4.     Parties  may  not  sell,  transfer,  mortgage or encumber their rights
          under  the  present  Agreement  or  their  interest  in  the  jointly
          owned  property  without prior written consent of the other Party. The
          remaining  Party shall have right of first refusal with respect to the
          transfer  of  ownership  interest  that shall be on the terms not less
          favorable  than  those  of  the  third  party  offer.

10.5.     The  commission  fees  of  banks  must  be  taken  into  account  in
          transferring  by  CIGMA  necessary  sums  at  the  expense of GEOS and
          included  into  the  total  sum  of  monetary funds to be transferred.

10.6.     The  exchange  of  the  signed counterparts of the agreement can be by
          facsimile  or  e-mail.  The  Agreement  delivered  to  the other party
          via  fax or e-mail has the legal force of the original if it is signed
          by  duly authorized representatives of the Parties and acts before the
          Parties  shall  exchange  the  originals  of  the  signed  documents.

10.7.     All  correspondence  and  negotiations  relating  to this Agreement or
          Joint  Activity  shall  be  in  Russian  and  English  by  way  of
          telephone,  e-mail  or  other  available  means  of  communication.

10.8.     Any  changes  and  additions  to this Agreement shall be valid only if
          made  in  writing  and  signed  by  duly authorized representatives of
          the  Parties.

10.9.     The signing of the present Agreement by the Parties means the stoppage
          of  action  of  the  Agreement  on  joint  activity  signed  by  the
          Parties  on  June  17,  2005.


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10.10.    This  agreement  is  executed in 4 counterparts, each having juridical
          force:

     -  2  counterparts  in  Russian;
     -  2  counterparts  in  English.

In  case  of  occurrence  of disagreements in occasion of interpretation between
agreements  in  Russian and English languages, advantage will have the agreement
in  Russian.


                  11. ADDRESSES AND SIGNATURES OF THE PARTIES:

SCIENCE-INDUSTRIAL  CORPORATION  <<GEOSPHERA>>  LTD.
Legal address: Russia, 649000 Republic of Altay, Gorno-Altajsk, 29
Choros-Gurkina  str.
Bank Details: JP MORGAN CHASE BANK, NEW YORK
New York, USA SWIFT CODE: CHASUS33
account No 400 921 413 f/o GAZPROMBANK, SWIFT CODE: GAZPRUMM
in favor of TOMSK BRANCH, SWIFT CODE: GAZPRUMM011
account 40702840900007002427 in favor of Science-industrial Corporation
<<Geosphera>>, Tomsk, Russia.


CIGMA METALS CORPORATION
Address: 1 Edith place, Coolum Beach, Queensland, Australia 4573.
Bank Details: Harris Bank International Corp. New York, N.Y., USA.
SWIFT: HATRUS33 for the account of: BMO - Bank of Montreal Vancouver Main Office
595 Burrard Street Vancouver, B.C. Canada V7X 1L7 for client's account: CIGMA
METALS CORPORATION account number: 0004-4671-315.


       LARS PEARL                               ANASTASIA PAVLOVA
       PRESIDENT                                    DIRECTOR
CIGMA METALS CORPORATION        SCIENCE-INDUSTRIAL CORPORATION <<GEOSPHERA>> LTD

    /S/ "LARS PEARL"                         /S/ "ANASTASIA PAVLOVA"


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